Ceribell (CBLL) CEO sells shares to cover RSU taxes

Rhea-AI Filing Summary

Ceribell, Inc. (CBLL) director and President & CEO Chao Xingjuan reported selling 6,068 shares of common stock on 2026-08-21 at $24.02 per share. According to a footnote, these shares were sold to cover tax withholding obligations arising from vesting of restricted stock units. After this sale, she directly held 781,731 shares. A separate holding entry reports an additional 369,088 shares held indirectly through the ACP 2021 Trust, where she is a co-trustee and may be deemed to share beneficial ownership but disclaims ownership beyond her pecuniary interest. The Rule 10b5-1 checkbox was not marked as a plan transaction.

Insider Trade Summary

Net Seller: 6,068 shares

Net Sell 2 txns

Insider Chao Xingjuan

Role President and CEO

Sold 6,068 shs ($146K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1	6,068	$24.02	$146K
holding	Common Stock F2, F3	--	--	--

Holdings After Transaction: Common Stock — 781,731 shares (Direct); Common Stock — 369,088 shares (Indirect, By ACP 2021 Trust)

Footnotes (3)

1. F1. These shares were sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs").
2. F2. The Reporting Person is a co-trustee of the ACP 2021 Trust, and therefore may be deemed to share beneficial ownership of these securities.
3. F3. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.

Key Figures

Shares sold: 6,068 shares Sale price per share: $24.02 per share Direct holdings after transaction: 781,731 shares +2 more

5 metrics

Shares sold 6,068 shares Common stock sale on 2026-08-21 to cover tax withholding

Sale price per share $24.02 per share Price for the 6,068 common shares sold on 2026-08-21

Direct holdings after transaction 781,731 shares Directly owned common stock following the reported sale

Indirect holdings via ACP 2021 Trust 369,088 shares Common stock held indirectly "By ACP 2021 Trust"

Net shares sold 6,068 shares Net sell direction across reported non-derivative transactions

Key Terms

restricted stock units ("RSUs"), tax withholding obligations, beneficial ownership, pecuniary interest, +1 more

5 terms

restricted stock units ("RSUs") financial

"in connection with the vesting of restricted stock units ("RSUs")"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

tax withholding obligations financial

"sold by the Reporting Person to cover tax withholding obligations"

beneficial ownership financial

"may be deemed to share beneficial ownership of these securities"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"disclaims beneficial ownership of these securities except to the extent of her pecuniary interest"

co-trustee financial

"The Reporting Person is a co-trustee of the ACP 2021 Trust"

FAQ

What did Ceribell (CBLL) President & CEO Chao Xingjuan report in this Form 4?

Chao Xingjuan reported a sale of 6,068 shares of Ceribell common stock on 2026-08-21 at $24.02 per share, noted as a sale to cover tax withholding obligations related to vesting restricted stock units.

How many Ceribell (CBLL) shares did the insider sell and at what price?

She sold 6,068 shares of Ceribell common stock at a price of $24.02 per share on 2026-08-21, described as a sale to cover tax withholding obligations upon RSU vesting.

How many Ceribell (CBLL) shares does Chao Xingjuan hold after the reported transaction?

Following the sale, Chao Xingjuan directly held 781,731 shares of Ceribell common stock. An additional 369,088 shares are reported as held indirectly through the ACP 2021 Trust.

What is the nature of Chao Xingjuan’s indirect ownership in Ceribell (CBLL)?

An indirect holding of 369,088 shares is reported as held "By ACP 2021 Trust". She is a co-trustee and may be deemed to share beneficial ownership but disclaims beneficial ownership except to the extent of her pecuniary interest.

Was the Ceribell (CBLL) insider sale made under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked as affirming that the reported transaction was made pursuant to a Rule 10b5-1 trading plan.

Why were the 6,068 Ceribell (CBLL) shares sold by the insider?

A footnote states the 6,068 shares were sold to cover tax withholding obligations in connection with the vesting of restricted stock units (RSUs), rather than as a discretionary share sale.

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Available on EDGAR 08/25/2026 - 07:20 PM Accepted by SEC EDGAR 08/25/2026 - 07:20 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Chao Xingjuan

(Last) (First) (Middle)

C/O CERIBELL, INC.

360 N. PASTORIA AVENUE

(Street)

SUNNYVALE CALIFORNIA 94085

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Ceribell, Inc. [ CBLL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/21/2026		S		6,068(1)	D	$24.02	781,731	D
Common Stock								369,088	I	By ACP 2021 Trust(2)(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares were sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs").

2. The Reporting Person is a co-trustee of the ACP 2021 Trust, and therefore may be deemed to share beneficial ownership of these securities.

3. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein.

	/s/ Louisa Daniels, Attorney-in-Fact for Xingjuan (Jane) Chao	08/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)